Legislative Procedure

Bylaws Amendment Process

The official constitutional parameters, petition standards, timelines, and democratic approval channels required to propose amendments to the General Bylaws of Bay Area Prabasi Inc.

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BAY AREA PRABASI BYLAWS AMENDMENT

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Meeting Date: April 8th, 2024 • Executed May 31st, 2024

BAY AREA PRABASI BYLAWS AMENDMENT

Voted and Approved in the Bylaws Meeting by the General Body

Amended & Codified version framework

These amendments were formally compiled, audited, voter-notified, debated, and adopted in accordance with standard non-profit legislative protocols.

Article 4 - § 4.1 Number
Former Operational Version

The Corporation will have eleven (11) Directors. Collectively, the Directors shall be known as the Board, and they shall be chosen by the members at the election with these Bylaws.

Finalized Approved Wording

The BAPI Board of Directors shall consist of no more than eleven (11) directors and no fewer than three (3) directors. Collectively, the directors shall be known as the Board. No more than eight (8) of the directors shall be chosen by the members at an election in accordance with these Bylaws ("Elected Directors"). No more than three (3) directors shall be selected, by the Board's Elected Directors, from the Advisory Committee as defined in § 5.3 of these Bylaws. ("Advisory Committee Directors") Advisory Committee Directors must also meet the qualifications of § 4.2. If the Board consists of fewer than eleven directors at any given time, the number of Elected Directors should exceed the number of Advisory Committee Directors.

Article 4 - § 4.5 Term of Office
Former Operational Version

Except as provided in Paragraph 4.5.2, each director shall be elected for a term of three consecutive years. Each director, including a director elected to fill a vacancy, shall hold office until the expiration of the term for which elected and until a successor has been elected and qualified. Unless reelected, no director shall continue in office after the expiration of the term for which elected and the election and qualification of a successor.

Finalized Approved Wording

Each Director shall be elected for a term of three (3) consecutive years and may be re-elected for one (1) consecutive three-year term. Each Elected Director may serve a maximum of two (2) consecutive three-year terms. A director that has served the maximum of two terms may be reelected by the members after a three-year (one term) hiatus. There is no lifetime limit for becoming a chairperson and a one term (three year) gap is needed before being re-elected after the chairperson has served 2 consecutive terms of 3 years.

Article 6 - § 6.2 Qualification, Election, and Term of Office
Former Operational Version

Only members of the Board may serve as officers of the Corporation. The Chairman, Secretary and Treasurer shall be elected by the Board at its first meeting. The term of office of each officer shall be two years, and no officers can be elected more than twice for the same office. Except as provided below in Paragraph 6.2.1, the office of the Chairman cannot be held by any person for more than two terms in his/her lifetime.

Finalized Approved Wording

Officers are subject to eligibility limits defined in California Corporations Code. Relieved of lifetime restrictions. Requires proper alignment and regular active body reviews.

Article 5 - § 5.3 Executive Committee (Amendment)
Former Operational Version

No structured operational Executive Committee responsibilities was previously outlined under Section 5.3 in comparison to Advisory groups.

Finalized Approved Wording

At its first meeting of each fiscal year, the Board may establish a committee, known as the Executive Committee. This committee, under the direction of the Board, shall assist the Board by organizing all scheduled events for the fiscal year and administering such events within the budget adopted by the Board under § 4.6. Executive Committee responsibilities include: (a) Not authorizing any expenditure beyond the total annual budget originally approved by the Board unless such additional expenditures have the Board's pre-approval; (b) Maintaining an up-to-date account of all the receipts and disbursements relating to the events of the year, utilizing assistance from other members of the Executive Committee who agree to be responsible for the event(s)' accounts and budget.

Eligibility Clarification (EC to Board)
Former Operational Version

Strict 2-year membership was universally enforced with no advisory leeway or exceptions.

Finalized Approved Wording

Making an exception to the 2-year membership requirement for active EC members seeking director positions: A member in good standing who has served as an Executive Committee member per § 5.3 for at least one (1) full year preceding an election is eligible for nomination as a director, provided the member meets the other director qualifications in § 4.2.

Official Ratification & Certification

Bitan Nandi Biswas

Bitan Nandi Biswas

Chairperson • Certified 5/31/2024

Saikat Paul

Saikat Paul

Secretary/Treasurer • Certified 5/31/2024

Constitutional Amendment Framework

Amendments to the governing rules are guarded by a multi-stage legislative review to protect the democratic, non-profit values of the organization. Initiations follow these systematic steps:

1

Writ of Petition

Any member in good standing can submit an amendment proposal. It must be backed by a formal written petition matching at least 10% of active voting members, or presented directly by a majority vote of the active Board of Directors.

2

Draft Formulation

Proponents must compile a precise text outlining the target Article, current operational wording, proposed modified wording, and clear statutory justifications for the amendment.

3

Legislative Committee Review

An appointed legislative sub-committee or Bylaws Audit team screens the draft to confirm compatibility with State of California public benefit codes, 501(c)(3) tax status, and structural governance policies.

4

45-Day Notice Window

Validated drafts are officially published and distributed to the entire member general assembly at least 45 days prior to the scheduled physical voting assembly session. No silent or secret modifications are permitted.

5

General Body Assembly Approval

Formal debates and voting take place physically inside the General Body Meeting. Securing adoption requires a strict two-thirds physical voting majority of registered members present during quorum validations.

California Statutory Precedence

Neither the Executive Committees nor separate administrators hold unilateral authority to bypass, suspend, or bypass bylaws clauses. Any changes conducted outside of these codified timelines are legally null and void.

Draft Amendment Sandbox

Model your proposal wording before formally submitting it to the Board Secretary and Audit Committee.

Legislative Committee

Have constitutional layout draft questions, or want to query the status of current petition submissions? Reach out to:

Board Secretarysecretary@prabasi.org